I Just Can't Tell You
by I'm a friggin Pokemon master
Summary: OneShot SongFic. Upside Down Bouncing off the Ceiling by ATeens. I've been obsessed with them lately. haha. That's just how amazing I am. Loliver, completely. It's a pretty good story. Please leave reviews.


I looked at him, writing down the homework assigment off the board. I knew I could never even began to think I could tell him my true feelings for him. He had been my best friend for years, and it was just to strange a thought to tell him. No one knew my true feelings for him, not even my best friend Miley. Suddenly I realized that I was still staring at him. The bad thing was that I realized that by having him look at me. 

"Lilly? Are you alright? You seem a little out of it today." He looked at me, with worry in his eyes. Or at least what I hoped was worry.

"Ohhhhh Oliver, why do you say that?"

"You're just staring off in my direction, and you haven't done any of your school work in a good while." He was right, my grades were dropping, but I couldn't help but not think about him all the time.

**My Grades are down from A's to D's**

**I'm way behind in History **

**I've lost myself in fantasies **

**Of you and me together**

"Oh well... it's just that..." The bell rang, this had been like the hundredth time that I had tried to tell him, without any success. We walked out of the room together, and after getting in the hallway we looked straight at each other. I could swear that I saw a sparkle in his eye. But I knew I was wrong.

"Wanna go to lunch together again today?" He asked me, with what I hoped was want in his eyes. Seeing as we were Juniors in high school, and we could go wherever we wanted to go for lunch period. I knew that he wouldn't bring up what I wanted to tell him again, and I knew I wasn't about to either.

"Sure. We could just go to Rico's or something, and just sit on the beach." The instant I said it, I thought about how stupid it was to ask to go there. Because it might give him some sort of hint of how much I longed for him.

"The beach seems like a good time." He smiled at me, with a wink.

**I don't know why but dreamin's all I do**

**I won't get by on mere imagination**

We got in his car and went down the road, listening to Maroon 5. A future classic, according to Oliver. He looked at me, every time there was a stop light, usually resulting in me yelling for him to go. I wanted to think that it was because he liked me, but I didn't want to make any thoughts about it, until I knew for sure. Even though it was hard not to think of the possibility.

"Well... here we finally are." Oliver said smiling at me. The smile to which I couldn't help but fall in love with every time he flashed it. We got out of the car, and walked to Rico's, each ordering a hot dog, and a water. From Miley's older brother, Jackson.

"Why are you guys here alone?" He smiled, and we began to walk away.

"Shut up." Oliver said. I started to blush, and I could swear I saw out of the corner of my eye, him blushing too.

**Upside down, bouncin' off the ceilin' **

**Inside out, stranger to this feelin' **

**Got no clue what I should do **

**I'll go crazy if I can't get next to you**

We shared an awkward silence while we walked down to the beach. Which I didn't understand because we never had those. We were best friends, that wasn't supposed to happen. The beach was pretty much empty. I guess because it was the middle of the work day.

"Lilly I want to know something."

"What?" We finally found a place to sit on the soft, warm sand. I wondered to myself if Oliver's arms were this warm to sit in. But I shook it off, realizing how creepy it was to think that.

"Why have you been spacing during class lately..." he paused, looking out at the ocean, then he turned at me, "...while looking in my direction?"

**My teacher says to concentrate **

**So what his name was Peter the Great **

**The Kings and Queens will have to wait **

**Cause I don't have forever**

I looked at him, with such great surprise in my eyes. I was really hoping he didn't realize I was looking at him during class all the time.

I decided I had to lie. "Well that's just the hand that I feel comfortable leaning against."

"But I don't always sit right next to you." He had caught me.

"Well... I guess my comfortable areas change everytime." It was bull, I knew he didn't believe it.

**I wish that I could walk right up to you **

**Each time I try the same old hesitation**

"Oh. Oh ok then." He said, sounding just a dap disappointed. But once again, I knew it was all in my head.

We spent a few minutes looking out at the ocean, which was always beautiful on this time of day. I could feel the tension between the two of us though. He knew I liked him, and now there was nothing to do but wait, and see what would happen between us. Nothing obviously, the idea of it was gross to him. I was his best friend, nothing more. I wish it wasn't that way. But I knew it was.

"So Miley's still gonna be gone for a few more days right?" He asked, I nodded my head. Miley was on tour as Hannah Montana at the time. I honestly had no idea why her dad was letting her go during the school year, but I guess it's not all that bad. She would be back soon. I honestly wasn't sure if I liked the idea though. Not because I didn't love Miley, which I did. I just loved being with Oliver alone.

"Yeah. She should be back Friday." I was sad, we had never had to result to small talk before.

**Upside down, bouncin' off the ceilin' **

**Inside out, stranger to this feelin' **

**Got no clue what I should do **

**I'll go crazy if I can't get next to you**

Randomly Oliver got up. "Why are you getting up? We still have half an hour before he have to start driving to the school again." Wow, we had only been on the beach for ten minutes, it had felt like forever.

"I wanted to walk around a little bit more. It's to beautiful a day to just sit here." I looked up at him, and got up too. Taking off my shoes, and holding them in my hands as we started down the beach.

As we walked our arms occasionally hit each other. Every time this happened I looked at him, with great passion in my eyes. But he seemed to think nothing of it. So every time that happened, I turned and started to pretend it meant nothing to me either. Even though my heart was booming with emotion each time it happened.

"I want to walk in the water." Oliver randomly said, and began to roll up his jean legs. He took off his socks, and his shoes. He began to start slashing around the water, making sure to hit me with every single splash.

**Somehow, someday you will love me too **

**One day will be the day when all my dreams come true**

"Ok are we not going back to school after this?" I looked at him shocked.

"Yeah we are, but who said we can't get a little wet?" He smirked at me. I decided to join him. I ran over to him, and began to splash him too. Laughing so loud it was hard to breath.

After a few minutes, we looked at each other soaked. We began to laugh, thinking of us going to school with our shirts and pants stuck to us. We might get in trouble. We might have people staring at us. But at least things weren't being awkward anymore.

He came up to me, and gave me a huge hug. "WATER HUG!" He screamed. I don't care what you say, I thought it was adorable.

**Upside down, bouncin' off the ceilin **

**Inside out, stranger to this feelin' **

**Got no clue what I should do**

**I'll go crazy if I can't get next to you**

He hugged me so tight. I thought I was going to burst with happiness. Even soaked in water, he smelled amazing. It was that moment that I thought I had fallen in love with him.

Moments later he stopped his hugging spree. He looked at me for a few seconds, his face unable for me to guess what he was feeling.

The breeze came rushing through, and he once again pulled me toward him. Rubbing my back to make sure that I was staying warm. I honestly couldn't believe this was happening to me, I wanted to know what was going through his head right at that moment in time.

The breeze stopped about a short minute later, but Oliver didn't let go out me. He wouldn't.

**Upside down, bouncin' off the ceilin **

**Inside out, stranger to this feelin' **

**Got no clue what I should do **

**I'll go crazy if I can't get next to and **

**I'll go crazy if I can't get next to and **

**I'll go crazy if I can't get next to you**

After a few minutes, still with no breeze reappearing, he let go of me. "Maybe we should start walking back to my car." Oliver said, looking at me straight in the eye. I nodded, and we began our walk. Once again, our arms rubbing against each other every so once in a while. But this time I didn't figure it was accident.

We had walked quite a fair distance when Oliver suddenly stopped where he was. I hadn't honestly noticed, and kept on walking. I realized he wasn't next to me, and looked back at him. I ran over to him. "Why did you stop?"

He looked at me, no expression on his face. "Oliver what is it?"

He put his hands on my shoulder. Then resulted in putting his hands in mine instead, looked me straight in the eyes, and said, "Lilly, I think I'm in love with you."

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**_So what do you think? I don't think it's all that bad. Acutally I'm surprised this came from me. But please, give me your opinions. Leave reviews please._**


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